TIB Financial Corp. (NASDAQ: TIBB) a majority-owned subsidiary
of Capital Bank Financial Corp. (“CBF”; formerly known as North
American Financial Holdings, Inc.), today reported its unaudited
financial results for the fourth quarter of 2011. Operating and
financial highlights include the following:
- The Company reported a net loss of
$819,000 and net income of $2.8 million, or $(0.07) and $0.23 per
diluted share for the three and twelve months ended December 31,
2011. Excluding the impairment charge recorded during the fourth
quarter as discussed below, the Company would have reported net
income of approximately $933,000 and $4.6 million, or $0.08 and
$0.37 per diluted share for the three and twelve months ended
December 31, 2011, respectively.
- Due to the termination of employment of
several employees of the Company’s registered investment advisor,
Naples Capital Advisors, Inc., and a subsequent decrease of assets
under management, an impairment of the related customer
relationship intangible asset of $2.9 million was recorded in the
fourth quarter.
- The Company holds a 21% ownership
interest in Capital Bank, NA at December 31, 2011 which has 143
branches and $6.5 billion in assets in Florida, North Carolina,
South Carolina, Tennessee and Virginia. Equity in earnings of
Capital Bank, NA during the fourth quarter was $1.5 million and
$4.1 million during 2011.
“Thanks to the hard work of team mates across the company, I am
very proud to be able to say that today, Capital Bank, NA is a
single bank, with 143 branches operating under one brand, offering
a common set of products and processing on one IT system. That is a
huge accomplishment for us in such a short period of time,” stated
Gene Taylor, Chairman and Chief Executive Officer of CBF and TIB
Financial Corp.
“We are pleased with continued success in generating new loans
and core deposits. These activities are helping customers achieve
their goals and will lead to higher profitability for the company,”
commented Chris Marshall, Chief Financial Officer of CBF and TIB
Financial Corp.
Bank Merger
Effective April 29, 2011, TIB Bank (the “Bank”), a wholly-owned
subsidiary of the Company, merged (the “Merger”) with and into NAFH
National Bank (“NAFH Bank”), a national banking association, with
NAFH Bank as the surviving entity. On June 30, 2011, Capital Bank,
a wholly-owned subsidiary of Capital Bank Corp., an affiliated
majority-owned subsidiary of CBF, also merged with and into NAFH
Bank, with NAFH Bank as the surviving entity. In connection with
the merger, NAFH Bank changed its name to Capital Bank, NA.
Additionally on September 7, 2011, GreenBank merged with and into
Capital Bank, NA. CBF is the owner of approximately 94% of the
Company’s common stock, approximately 83% of Capital Bank Corp.’s
common stock, and approximately 90% of Green Bankshares common
stock.
Through the subsidiary bank mergers, the common stock of the
subsidiary banks was converted into shares of Capital Bank, NA
common stock based on each entity’s relative tangible book value.
As a result of the mergers of TIB Bank, Capital Bank and Green Bank
into Capital Bank, N.A., the Company now owns approximately 21% of
Capital Bank, NA, with CBF directly owning 19%, Capital Bank Corp.
directly owning 26% and Green Bankshares owning the remaining
34%.
Due to its ownership level, the Company’s investment in Capital
Bank, NA is recorded as an equity-method investment in that entity.
As of December 31, 2011, the Company’s investment in Capital Bank,
NA totaled $200.8 million, which reflected the Company’s pro rata
ownership of Capital Bank, NA’s total shareholders’ equity at that
date. In connection with the Merger, the assets and liabilities of
the Bank were de-consolidated from the Company’s balance sheet
resulting in a significant decrease in the total assets and total
liabilities of the Company in the second quarter of 2011.
As of December 31, 2011, following the mergers, Capital Bank, NA
had total assets of $6.5 billion, total deposits of $5.1 billion
and shareholders’ equity of $939.8 million and operated 143
branches in Florida, North Carolina, South Carolina, Tennessee and
Virginia.
The following table presents summarized financial information
for Capital Bank, NA:
Three months ended
December 31, 2011
Period from April 29, 2011
Through December 31, 2011
Interest income $ 74,163 $ 158,217 Interest expense 9,266
21,089 Net interest income 64,897 137,128 Provision for loan
losses 16,790 35,132 Non-interest income 16,105 33,175 Non-interest
expense 53,271 111,142 Net income $ 6,797 $ 15,232
Financial Discussion
The Company reported a net loss for the fourth quarter of
$819,000 compared to net income of $1.6 million for the third
quarter of 2011 and net income of $560,000 for the fourth quarter
of 2010. Due to the Merger discussed above and the resulting
deconsolidation of TIB Bank on April 29, 2011, the operating
results for the fourth quarter of 2011 includes three months of
equity in income from its investment in Capital Bank, NA which
amounted to $1.5 million, net of tax and therefore are generally
not comparable to the operations prior to the third quarter. Due to
the Company accounting for its investment in Capital Bank, NA using
the equity method, a comparison of net interest margin to prior
periods is not meaningful and is excluded.
Due to measurement period revisions to the estimated acquisition
date fair values of certain loans acquired during 2011 in the
acquisition of Capital Bank, an increase of $98,000 was
retrospectively adjusted in the Company’s equity in income of
Capital Bank, NA for the third quarter of 2011.
During 2011, the Company’s registered investment advisor, Naples
Capital Advisors, Inc.’s experienced a decrease in assets under
advisement to approximately $102 million from approximately $193
million as of December 31, 2010, following the departure of certain
employees, leading to the $2.9 million impairment discussed above.
The remaining value of the customer relationship intangible at
December 31, 2011 was approximately $191,000.
Potential Merger of TIB Financial Corp.
and CBF.
On September 1, 2011, CBF and the Company’s Board of Directors
approved and adopted a plan of merger. The plan of merger provides
for the merger of TIB Financial Corp. with and into CBF, with CBF
continuing as the surviving entity. In the merger, each share of
TIB Financial Corp.’s common stock issued and outstanding
immediately prior to the completion of the merger, except for
shares for which appraisal rights are properly exercised and
certain shares held by CBF or TIB Financial Corp., will be
converted into the right to receive 0.7205 of a share of CBF Class
A common stock. No fractional shares of Class A common stock will
be issued in connection with the merger, and holders of TIB
Financial Corp. common stock will be entitled to receive cash in
lieu thereof.
Since CBF currently owns more than 90% of common stock of TIB
Financial Corp., under Delaware and Florida law, no vote of our
stockholders is required to complete the merger. CBF will determine
when and if the merger will ultimately take place.
About TIB Financial Corp.
Headquartered in Naples, Florida, TIB Financial Corp. is a
financial services company with a 21% equity method investment in
Capital Bank NA, a national banking association with approximately
$6.5 billion in total assets and 143 full-service banking offices
throughout southern Florida and the Florida Keys, North Carolina,
South Carolina, Tennessee and Virginia. TIB Financial Corp. is also
the parent company of Naples Capital Advisors, Inc., a registered
investment advisor.
To learn more about Capital Bank NA and Naples Capital Advisors,
Inc., visit www.capitalbank-us.com and
www.naplescapitaladvisors.com, respectively.
Copies of recent news releases, SEC filings, price quotes, stock
charts and other valuable information may be found on TIB’s
investor relations site at www.capitalbank-us.com. For more
information, contact Christopher G. Marshall, Chief Financial
Officer, at (704) 554-5901.
Information in this press release contains forward-looking
statements. Such forward looking statements can be identified by
the use of forward looking terminology such as “may,” “will,”
“expect,” “anticipate,” “estimate,” “believe,” or “continue,” or
the negative thereof or other variations thereof or comparable
terminology. These statements involve risks and uncertainties that
could cause actual results to differ materially, including without
limitation, market and economic conditions, the management of our
growth, the risks associated with Capital Bank NA’s loan portfolio
and real estate holdings, local economic conditions affecting
retail and commercial real estate, the ability to integrate our new
management and directors without encountering potential
difficulties, the Company’s geographic concentration in the
southeastern region of the United States, ability to integrate the
operations of the Bank with those of Capital Bank, NA, the
potential for the interests of the other shareholders of Capital
Bank, NA to differ from those of the Company, restrictions imposed
by Capital Bank, NA’s loss sharing agreements with the FDIC, the
assumptions and judgments required by loss share accounting and the
acquisition method of accounting, competition within the industry,
dependence on key personnel, government legislation and regulation,
the risks associated with identification, completion and
integration of any future acquisitions, risks related to Capital
Bank NA’s technology and information systems, risks associated with
the controlling interest of NAFH in the Company, and risks
associated with the limited liquidity of the Company’s common
stock. Additional factors that could cause actual results to differ
materially are discussed in the Company’s filings with the
Securities and Exchange Commission, including without limitation
its Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q
and its Current Reports on Form 8-K. The Company does not undertake
a duty to update any forward-looking statements in this press
release.
TIB FINANCIAL CORP. AND
SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF
INCOME
(Dollars in thousands, except per share
data)
For the Quarter Ended Year Ended
December 31,
2011
September
30, 2011
June 30,
2011
March 31,
2011
December 31,
2010
December 31,
2011
Interest and dividend income $ 2 $ 10 $ 5,290
$ 15,844 $ 15,681 $ 21,146 Interest expense 492
471 1,356
3,162 3,249 5,481
NET
INTEREST INCOME (EXPENSE) (490 ) (461 )
3,934 12,682 12,432
15,665 Provision for loan losses
- - 136 485
402 621
NON-INTEREST
INCOME: Equity in income of Capital Bank, NA 1,453 1,973 658 -
- 4,084 Service charges on deposit accounts - - 257 813 864 1,070
Fees on mortgage loans sold - - 144 354 449 498 Investment
securities gains, net - - - 12 - 12 Investment advisory and trust
fees 120 407 379 387 354 1,293 Other income -
- 464 1,205
1,043 1,669 Total non-interest income
1,573 2,380 1,902
2,771 2,710 8,626
NON-INTEREST EXPENSE: Salaries & employee benefits 18
240 2,250 6,501 6,632 9,009 Net occupancy expense 6 14 692 2,048
2,051 2,760 Foreclosed asset related expense - - 43 522 536 565
Impairment of wealth management
customer relationship intangible
2,872 - - - - 2,872 Other expense 351
345 1,614 4,254
4,704 6,564 Total non-interest expense
3,247 599 4,599
13,325 13,923 21,770
Income (loss) before income taxes (2,164 ) 1,320 1,101 1,643
817 1,900 Income tax (benefit) expense (1,345 )
(271 ) 141 575 257
(900 )
NET INCOME $ (819 ) $ 1,591
$ 960 $ 1,068 $ 560 $ 2,800
Net income allocated to common shareholders $ (819 )
$ 1,591 $ 960 $ 1,068 $ 560 $
2,800
BASIC EARNINGS PER COMMON SHARE:
$ (0.07 ) $ 0.13 $ 0.08 $ 0.09 $
0.05 $ 0.23
DILUTED EARNINGS PER COMMON
SHARE: $ (0.07 ) $ 0.13 $ 0.07 $
0.07 $ 0.03 $ 0.23
TIB FINANCIAL CORP. AND
SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of December 31,
(Dollars and shares in thousands, except per share
data) 2011 2010
Assets
Cash and due from banks $ 1,159 $ 22,209 Interest-bearing
deposits with banks 1,062 131,585 Investment securities
available for sale - 418,092 Loans, net of deferred loan
costs and fees - 1,004,630 Less: Allowance for loan losses -
402 Loans, net - 1,004,228 Premises and
equipment, net - 43,153 Goodwill - 29,999 Intangible assets, net
235 11,406 Other real estate owned - 25,673 Deferred income tax
asset - 19,973 Accrued interest receivable and other assets 1,324
50,548 Equity method investment in Capital Bank, NA 200,843
- Total assets $ 204,623 $ 1,756,866
Liabilities and Shareholders’ Equity
Liabilities Deposits: Noninterest-bearing demand $ - $
198,092 Interest-bearing - 1,168,933
Total deposits - 1,367,025 Federal Home Loan Bank advances -
131,116 Short-term borrowings - 47,158 Long-term borrowings 23,176
22,887 Deferred income tax liability 3,641 - Accrued interest
payable and other liabilities 428 11,930
Total liabilities 27,245 1,580,116
Shareholders’ Equity Common stock - $.10 par
value: 50,000 shares authorized, 12,350 and 11,817 shares issued
and outstanding, respectively 1,235 1,182 Additional paid in
capital 170,801 177,316 Retained earnings 3,360 560 Accumulated
other comprehensive income (loss) 1,982 (2,308
) Total shareholders’ equity 177,378 176,750
Total Liabilities and Shareholders’
Equity $ 204,623 $ 1,756,866
TIB FINANCIAL CORP. AND
SUBSIDIARIES
SELECTED FINANCIAL DATA
(Dollars and shares in thousands, except
per share data)
As of or For the Quarter Ended December 31,
2011
September 30,
2011
June 30,
2011
March 31,
2011
December 31,
2010
Real estate mortgage loans: Commercial $ - $ - $ - $ 604,192
$ 600,372 Residential - - - 232,347 225,850 Farmland - - - 12,538
12,083 Construction and vacant land - - - 40,503 38,956 Commercial
and agricultural loans - - - 60,219 60,642 Indirect auto loans - -
- 40,653 28,038 Home equity loans - - - 30,541 29,658 Other
consumer loans - - -
8,471 8,730 Total loans $ -
$ - $ - $ 1,029,464 $ 1,004,329
Gross loans $ - $ - $ - $ 1,030,377 $ 1,004,630
Net loan charge-offs $ - $ - $ 14 $ 10 $ - Allowance
for loan losses $ - $ - $ - $ 877 $ 402 Allowance for loan losses/
loans originated in period N/A N/A N/A 1.14 % 1.76 % Allowance for
loan losses excluding specific reserves N/A N/A N/A 877 402
Total interest-earning assets $ 1,062 $ 1,186 $ 5,124 $ 1,546,918 $
1,563,640 Other real estate owned $ - $ - $ - $ 19,504 $ 25,673
Other repossessed assets $ - $ - $ - $ 108 $ 104 Goodwill and
intangibles, net of accumulated amortization $ 235 $ 3,198 $ 3,288
$ 41,042 $ 41,405 Interest-bearing deposits: NOW accounts $
- $ - $ - $ 180,204 $ 175,349 Money market - - - 214,532 193,904
Savings deposits - - - 111,645 80,674 Time deposits - - - 609,219
719,006 Non-interest bearing deposits - -
- 224,614 198,092
Total deposits $ - $ - $ - $ 1,340,214
$ 1,367,025 Tax equivalent net interest
margin NM NM 3.08 % 3.34 % 3.16 %
Non-interest expense/tax equivalent net
interest
income and non-interest income
34.63 % 31.21 % 78.68 % 86.06 % 91.76 % Average diluted common
shares 12,350 12,350 13,430 14,963 18,320 End of quarter common
shares outstanding 12,350 12,350 12,350 12,350 11,817 Total equity
$ 177,378 $ 178,317 $ 180,036 $ 186,981 $ 176,750 Book value per
common share $ 14.36 $ 14.44 $ 14.58 $ 15.14 $ 14.96 Tangible book
value per common share $ 12.12 $ 12.08 $ 12.33 $ 11.82 $ 11.45
Tier 1 capital to average assets – Capital
Bank, NA
at December 31, September and June 30,
2011;
TIB Bank at prior periods
10.4 % 13.8 % 10.5 % 8.4 % 8.1 %
Tier 1 capital to risk weighted assets -
Capital Bank,
NA at December 31, September and June
30,
2011; TIB Bank at prior periods
15.7 % 16.0 % 17.0 % 13.2 % 13.0 %
Total capital to risk weighted assets -
Capital Bank,
NA at December 31, September and June
30,
2011; TIB Bank at prior periods
16.7 % 16.5 % 17.5 % 13.3 % 13.1 % Total assets $
204,623 $ 206,526 $ 210,103 $ 1,729,342
$ 1,756,866
Tib Financial Corp. (MM) (NASDAQ:TIBB)
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